Joseph E. Ronan, Jr.

Of Counsel

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Joseph is an experienced and pragmatic-minded tax and executive compensation lawyer, with over 35 years’ experience in two major law firms and in the in-house legal department of a Fortune 50 company. He has a very broad experience set in the tax, executive compensation employee benefits and corporate law areas, with particular emphasis on the following areas:

  • Executive compensation: employment agreements, severance agreements, change in control arrangements, non-competes, among other things.
  • Equity compensation: Stock options, restricted stock, restricted stock units, stock appreciation rights, employee stock purchase plans, phantom stock and SAR arrangements, and similar issues.
  • Qualified and nonqualified deferred compensation plans: Nonqualified deferred compensation arrangements, applicability of section 409A and remedial actions for 409A violations, qualified retirement plans such as 401(k) and pension plans.
  • Compensation and equity issues in partnerships (or LLCs taxed as partnerships): profits interests, capital interests, guaranteed payments and other structuring issues.
  • Executive compensation and benefit plan issues in M&A deals: due diligence and document provisions, negotiation of indemnification agreements, stay agreements and management incentive plans.
  • Non-profit issues: Establishment and operation of section 501(c)(3) organizations, filing of Form 1023, review of Form 990 issues, compensation issues, unrelated business income tax (UBTI) issues for non-profits and pension plans and VEBAs.
  • Application of tax treaties to compensation and benefits issues: Canada, UK and Germany in particular.
  • General tax planning: with current emphasis on application of new Section 199A (20% deduction for passthrough entities).
  • Payroll and self-employment tax issues: for C corporations and passthroughs.
  • Estate and gift tax issues.
  • Tax audit and controversy issues: at Exam, Appeals and also using Offer in Compromise.

Joseph has represented major corporations (public and private), emerging growth and family businesses, private schools, university presidents, doctors, C-suite executives of public and private companies, non-U.S. investors interested in developing U.S. businesses, U.S. businesses interested in developing international operations, family offices, estates and trusts, private foundations, and public charities, among others.
Joseph also has continuing involvement in bar, community and academic activities. He served as chair of an ABA Tax Section committee (regulated public utilities) and of the Philadelphia Bar Association’s Tax Section. He served as president of the board of Friends Select School, as a board member with Philadundance, and as president of the board of the Philadelphia Volunteer Lawyers for the Arts. He was chair of the Annual Gift Executive Committee at Haverford College. He is currently a member of the Selectboard of the Town of Sharon, Vermont (his principal residence). He has received alumni awards from Haverford College and Friends Select. He has been listed in Best Lawyers in America, Superlawyers and has been rated 5.0 “Preeminent” in Martindale Hubbell. He is also an adjunct law professor at Villanova Law School, where he teaches courses in tax and executive compensation.

  • J.D., New York University School of Law, law journal Research Editor
  • LLM in Taxation, New York University School of Law
  • M.A., Rutgers-Camden, English Literature
  • B.A., Haverford College, Philosophy, departmental honors, National Merit scholar

Bar Admissions: Pennsylvania, New York, District of Columbia, and various courts, including U.S. Tax Court
Phone: (802) 649-7314